The following terms of service are terms of a legal agreement (the “Agreement”) between you (“you”, “your”, or “user”) and Watt, Inc. d/b/a Northstar and any of its current or future subsidiaries, affiliates, agents, and assigns (collectively, “Northstar”, “Company”, “we”, “us”, or “our”) that sets forth the terms and conditions for your use of northstarmoney.com and all mobile applications (collectively, the “Site”) and/or the products and services offered, operated, or made available by us (collectively, the “Services”). The Site and Services are owned and operated by us. The Site and Services are being provided to you expressly subject to this Agreement. By accessing, browsing and/or using the Site or the Services, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement and to comply with all applicable laws and regulations. The terms and conditions of this Agreement form an essential basis of the bargain between you and us, and this Agreement governs your use of the Site and the Services.
THIS AGREEMENT ALSO INCLUDES, AMONG OTHER THINGS, A BINDING ARBITRATION PROVISION THAT CONTAINS A CLASS ACTION WAIVER. PLEASE REFER TO SECTION 18 BELOW FOR MORE INFORMATION.
ACCEPTANCE OF AGREEMENT
Please carefully review this Agreement before using this Site or Services or accessing any data thereon. If you do not agree to these terms, you may not access or use this Site or the Services.
MODIFICATION OF THIS AGREEMENT
We reserve the right to amend this Agreement at any time and will notify you of any such changes by posting the revised Agreement on the Site. You should check this Agreement on the Site periodically for changes. All changes shall be effective upon posting. We will date the terms with the last day of revision. Your continued use of the Site or the Services after any change to this Agreement constitutes your agreement to be bound by any such changes. We may terminate, suspend, change, or restrict access to all or any part of this Site or the Services without notice or liability.
ACCOUNT INFORMATION ACCURACY AND UPDATES
To access Northstar’s Services, you must create an account with Northstar (a “Northstar Account”). This process will include creation of that a Login ID and password for your Northstar Account. When you sign up for our Services, you agree to provide accurate, current and complete information—such as your name, mailing address, and email address –as may be prompted by any registration forms available through the Services or otherwise requested by Northstar (such information, “Account Information”). You further represent that you are a legal owner of, and that you are authorized to provide us with, all Account Information and other information necessary to facilitate your use of the Services.
In order to use certain Services, we may be required to verify your identity. You authorize us to make any inquiries we consider necessary to validate your identity. If you do not respond to such inquiries or we cannot verify your identity, we can refuse to allow you to use the Services.
Should any of your Account Information change, you agree that you will update this information as soon as possible. To update your Account Information, you may go to https://northstarmoney.com/account and update your Account Information accordingly.
Should you believe or have reason to believe that any of your Account Information, including your Login ID and/or password, has been compromised, or that another person is accessing your Northstar Account through some other means, you agree to notify us as soon as possible at firstname.lastname@example.org.
THIRD-PARTY ACCOUNT INFORMATION
To use the Services, you may direct Northstar to retrieve your account transaction history, balance information, and/or other information maintained by third-parties with which you have relationships, maintain accounts or engage in financial transactions (“Third-Party Account Information”). Northstar works with one or more third-party service providers, to access this Third-Party Account Information. By using the Services, you authorize us to access this information maintained by identified third parties, on your behalf as your agent, and you expressly authorize such third parties to disclose your information to us. By agreeing to this Agreement, you are also agreeing that you are responsible for keeping your passwords and usernames for this Third-Party Account Information secure, and for keeping those passwords and usernames up to date. Northstar does not review the Third-Party Account Information for accuracy, legality or non-infringement, and we are not responsible for your Third-Party Account Information or products and services offered by or on third-party sites.
You acknowledge that any Third-Party Account Information that is displayed through the Services will be the information we most recently accessed, and that this information may not reflect pending transactions or other recent activity.
Northstar offers personal financial management services to users. These Services include a budgeting service that enables you to track and visualize your income and expenses. Northstar monitors and analyzes your financial accounts, and based on the analytics, provides you with notifications regarding upcoming bills and other expenses, so you can plan accordingly.
Northstar has built relationships with various financial institutions so you can act on the recommendations provided through Northstar’s budgeting service if you choose to do so. For example, Northstar’s analytics may identify funds in your linked Bank Account that could be put towards your savings, and the Services may subsequently offer to transfer the funds to a savings account that sits within the Services. All such money movement services are provided by Dwolla, Inc. (“Dwolla”). We will notify you prior to any scheduled transfer, and may cancel any scheduled transfer up to two (2) business days in advance of such transfer.
We try to initiate debits to your Bank Account only when sufficient funds are available in your Bank Account but, despite our efforts, a transfer between your accounts or a Membership Fee charge may cause an overdraft and your bank may charge you an overdraft or insufficient funds fee. Such fees are retained by your bank; we do not receive any portion of such fees. However, if Northstar’s transaction was the direct and actual cause of an overdraft fee, Northstar will provide a credit to your Bank Account in the amount of the overdraft fee. If you are charged such a fee, please let us know by emailing us at email@example.com.
Northstar also enables you to chat with a certified financial planner (Each, an “Expert”). Through this chat functionality, you may obtain personalized financial advice from one of our financial advisors. Please note that neither Northstar, nor our financial advisors act as lawyers, tax advisors, brokers, or investment advisers and neither Northstar nor our financial advisors intend to provide you with any legal, tax, or investment advice through the Site or the Services. Please refer to Section 15 below for more information.
Northstar Services are subject to a monthly membership fee that is disclosed during the enrollment process and listed on the Site at the time of enrollment (the “Membership Fee”). To use the Services you must provide one or more Payment Methods. The Membership Fee will be charged to the Payment Method designated by you during your creation of a Northstar Account. "Payment Method" means a current, valid, accepted method of payment, as may be updated from time to time. Your Payment Method will be charged once each month, at the beginning of your membership and on the 30th calendar day thereafter unless and until you or we cancel your Northstar Account.
You authorize us to charge any Payment Method associated to your Northstar Account in case your primary Payment Method is declined or no longer available to us for payment of your Membership Fee. You remain responsible for any uncollected amounts. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your Northstar Account, we may suspend your access to the Services until we have successfully charged a valid Payment Method. For some Payment Methods, the issuer may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your Payment Method. Check with your Payment Method service provider for details.
You hereby authorize Northstar to electronically charge your credit or debit card that you provided as your Payment Method for the monthly Membership Fee. Also, you authorize Northstar to electronically credit such Payment Method in the event of an erroneous debit.
If you choose to pay your Membership Fee via debit card, you acknowledge that the electronic authorization contained in this Section represents your written authorization for debit transactions as provided herein and will remain in full force and effect until you notify Northstar that you wish to revoke this authorization by emailing firstname.lastname@example.org. You must notify Northstar at least three (3) business days before your scheduled billing date in order to cancel this authorization. When you call or email, please include the name and telephone number associated with your Northstar Account. Failure to provide correct and complete information may make it impossible for Northstar to stop withdrawal of the preauthorized transfer. You agree to indemnify and hold harmless Northstar from and against any loss incurred as a result of its withdrawal of a preauthorized debit transaction if any of the information relied upon in the stop payment order is incorrect or incomplete. If you have followed the instructions in this section to notify Northstar of your desire to revoke debit authorization at least three (3) business days before the scheduled debit date, Northstar will be liable for your losses or damages directly caused by our failure to stop any preauthorized debit transaction. If we do not receive notice at least three (3) business days before the scheduled debit date, we may attempt, in our sole discretion, to cancel the debit transaction. However, we assume no responsibility for our failure to do so.
You represent that you are capable of saving or otherwise storing a copy of this electronic authorization for your records, and that both the credit and debit transactions you authorize and request comply with applicable law.
Updating your Payment Methods
You can update your Payment Methods by going to the "Account" page. We may also update your Payment Methods using information provided by the payment service providers. Following any update, you authorize us to continue to charge the applicable Payment Method(s).
Changes to the Membership Fee
We reserve the right to change our membership plan or adjust pricing for our service or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms of Service, any price changes or changes to your subscription plan will take effect following notice to you. By accessing or using the Services after any change to the Membership Fee takes effect, you agree to pay the Membership Fee, as modified.
Payments are nonrefundable and there are no refunds or credits for partially used periods. Following any cancellation, however, you will continue to have access to the Services through the end of your current billing period.
CONSENT TO ELECTRONIC COMMUNICATIONS AND DOING BUSINESS ELECTRONICALLY
Communications to Be Provided in Electronic Form
By choosing to use the Site or the Services from time-to-time you will receive disclosures, notices, documents, and any other communication about our Services, the Site, or Northstar from us (“Communications”). We can only give you the benefits of our Services by conducting business through the Internet, and therefore we need you to consent to receiving Communications electronically. This section informs you of your rights when receiving electronic Communications from us. We may discontinue electronic provision of Communications at any time in our sole discretion.
Communications in Writing
Your consent to this Agreement means that electronic Communications shall be considered “in writing” and have the same meaning and effect as if provided in paper form, unless you have withdrawn your consent to receive Communications electronically as stated below. You agree that we have no obligation to provide you Communications in paper format, although we reserve the right to do so at any time.
You may withdraw your consent to receive Communications electronically by contacting us at email@example.com or writing us at Watt, Inc., 8605 Santa Monica Blvd, PMB 65044, West Hollywood, California 90069-4109. If you withdraw your consent, we reserve the right to limit or close your Northstar Account. If you withdraw your consent, the legal validity and enforceability of prior Communications delivered in electronic form will not be affected. You agree to pay any amount owed to Northstar such as Membership Fees even if you withdraw your consent and we close or limit access to your Northstar Account.
You can update your Account Information at https://www.northstarmoney.com/account
SMS AND TELEPHONIC NOTIFICATIONS
You consent to receive short message service (“SMS”) messages (including text messages), and telephone calls (including prerecorded and artificial voice and autodialed) from us, our agents, representatives, affiliates or anyone calling on our behalf at the specific number(s) you have provided to us, with service-related information such as alerts, or questions about your use of the Services and/or Northstar Account. You certify, warrant and represent that the telephone number you have provided to us is your contact number and not someone else’s. You represent that you are permitted to receive calls and text messages at the telephone number you have provided to us. You agree to promptly alert us whenever you stop using a telephone number.
Northstar and our agents, representatives, affiliates and anyone calling on our behalf may use such means of communication described in this section even if you will incur costs to receive such phone messages or SMS messages. In particular, standard message and data rates may apply to all SMS messages (including text messages).
We may modify or terminate our SMS messaging from time to time, for any reason, and without notice, including the right to terminate SMS messaging with or without notice, without liability to you.
For purposes of these Terms of Service, the term “Content” includes, without limitation, information, data, text, images, content, materials, software, and features generated, provided, or otherwise made accessible on or through the Services.
You acknowledge that all Content accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate.
Notices and Restrictions
The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.
Subject to these Terms of Service, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Services is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.
Availability of Content
We do not guarantee that any Content will be made available on the Site or through the Services. We reserve the right to, but do not have any obligation to, (i) remove, edit or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have violated these Terms of Service), or for no reason at all and (ii) to remove or block any Content from the Services.
LIMITATIONS OF USE
You agree to use the Site and Services only for lawful purposes. You are prohibited from any use of the Services or Site that would constitute a violation of any applicable law, regulation, rule or ordinance of any nationality, state, or locality or of any international law or treaty, or that could give rise to any civil or criminal liability. Any unauthorized use of the Site or Services, including but not limited to unauthorized entry into Northstar’s systems, misuse of passwords, or misuse of any information posted on the Site or through the Services is strictly prohibited. Northstar makes no claims concerning whether use of the Site or Services is appropriate outside of the United States. If you access this Site from outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
You agree you will not 1) try to reverse engineer, disassemble, decompile, or decipher the Site or the Services or software making up the Site and Services, 2) navigate or search the Site or Services with any tool, software, agent, engine or other means (including bots, avatars, intelligent agents, or spiders), 3) use a means other than Northstar’s provided interface to access the Site or the Services, 4) use the Sites or the Services in a way that could impair, overburden, damage, or disable any portion of the Site or Services, or 5) mirror any material contained on the Site or the Services.
Northstar reserves the right to take various actions against you if we believe you have engaged in activities restricted by this Agreement or by laws or regulations, and Northstar also reserves the right to take action to protect Northstar, other users, and other third parties from any liability, fees, fines, or penalties. We make take actions including, but not limited to: 1) updating information you have provided to us so that it is accurate, 2) limiting or completely closing your access to the Site or the Services, 3) suspending or terminating your ability to use the Site or the Services on an ongoing basis, 4) taking legal action against you, 5) holding you liable for the amount of Northstar’s damages caused by your violation of this Agreement.
INTELLECTUAL PROPERTY RIGHTS
The Site and the Services are owned and operated by the Northstar. All content, visual interfaces, information, graphics, design, compilation, computer code, products, software, services, text, data, contents, names, trade names, trademarks, trade dress, service marks, layout, logos, designs, images, graphics, illustrations, artwork, icons, photographs, displays, sound, music, video, animation, organization, assembly, arrangement, interfaces, databases, technology, and all intellectual property of any kind whatsoever and the selection and arrangement thereof (collectively, the “Northstar Materials”) are owned exclusively by Northstar or the licensors or suppliers of Northstar and are protected by U.S. copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Nothing on this Site or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Northstar Materials displayed on the Site or the Services, without our prior written permission in each instance. You may not use, copy, display, distribute, modify or reproduce any of Northstar Materials found on the Site or the Services unless in accordance with written authorization by us. Northstar prohibits use of any of the Northstar Materials as part of a link to or from the Site or the Services unless establishment of such a link is approved in writing by us in advance. Any questions concerning any Northstar Materials, or whether any mark or logo is a Northstar Material, should be referred to Northstar. All rights related to the Northstar Materials are hereby reserved.
You agree that the Northstar Materials may not be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the express prior written consent of Northstar. You acknowledge that the Northstar Materials are and shall remain the property of Northstar. You may not modify, participate in the sale or transfer of, or create derivative works based on any Northstar Materials, in whole or in part.
Northstar may terminate this Agreement at any time without notice, or suspend or terminate your access and use of the Site or the Services at any time, with or without cause, in Northstar’s absolute discretion and without notice. The following provisions of this Agreement shall survive termination of your use or access to the Site or the Services: the sections concerning Content, Limitations of Use, Indemnification, Disclaimer of Warranties, Limitation of Liability, Waiver, Dispute Resolution by Binding Arbitration, and General Provisions, and any other provision that by its terms survives termination of your use or access to the Site or the Services.
Northstar further reserves the right to modify or discontinue, either temporarily or permanently, any portions or all of the Site or Services at any time with or without notice.
DISCLAIMER OF WARRANTIES
THIS SITE AND ALL OF THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, NORTHSTAR AND ALL OF ITS SUCCESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, STOCKHOLDERS, INVESTORS, EMPLOYEES, AGENTS, REPRESENTATIVES AND ATTORNEYS AND THEIR RESPECTIVE HEIRS, SUCCESSORS, ASSIGNS (COLLECTIVELY, THE “NORTHSTAR PARTIES”) EXPRESSLY MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, STATUTORY, OR IMPLIED AS TO THE CONTENT OR OPERATION OF THE SITE OR THE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF NORTHSTAR’S SITE AND THE SERVICES IS AT YOUR SOLE RISK. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
THE NORTHSTAR PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE INFORMATION OR CONTENT ON THE SITE, OR THE SERVICES, AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE. THE NORTHSTAR PARTIES MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT THAT THE SITE OR SERVICES ARE FREE OF VIRUSES, BUGS, DEFECTS, ERRORS, OR OTHER COMPUTING ROUTINES THAT CONTAIN DAMAGING OR OTHERWISE CONTAMINATING PROPERTIES, OR PROGRAMS INTENDED TO INTERCEPT OR STEAL PERSONAL OR SYSTEM DATA.
Please note, the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on the ability for a party to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.
NO LEGAL, TAX, OR INVESTMENT ADVICE; ALERTS
The Services are provided to assist you in managing your finances and financial decision- making. Northstar, the Services, and our financial advisors do not intend to provide you with any legal, tax, or investment advice through the Site or the Services. Neither Northstar nor our financial advisors act as lawyers, tax advisors, brokers, or investment advisers. Northstar encourages you to consider consulting an accountant or other investment advisor aware of your individual circumstances before implementing any financial strategy or making other financial decision.
Northstar will make reasonable efforts to provide timely and accurate alerts to you, but you acknowledge and understand that alerts may be delayed or prevented for various reasons. Northstar does not guarantee the delivery, accuracy, or timeliness of alerts. Further, Northstar is not liable for any errors in the delivery or content of an alert, and Northstar is not liable for actions you take, or do not take, in reliance on alerts. Northstar is not liable for any third party reliance on alerts.
LIMITATION OF LIABILITY
THE NORTHSTAR PARTIES WILL NOT BE RESPONSIBLE, UNDER ANY CIRCUMSTANCES, TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED, OR PUNITIVE DAMAGES, INCLUDING DAMAGES UNDER WARRANTY, CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER CLAIMS, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE OR THE SERVICES, THE NORTHSTAR MATERIALS, OR ANY CONTENT OR OTHER MATERIALS ON OR ACCESSED THROUGH THE SITE OR THE SERVICES, EVEN IF ANY OF THE NORTHSTAR PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NORTHSTAR PARTIES WILL ALSO NOT BE LIABLE TO YOU FOR ANY USE OF INFORMATION, DATA, USER SUBMISSIONS, OR OTHER MATERIAL TRANSMITTED VIA THE SITE OR THE SERVICES, OR FOR ANY ERRORS, DEFECTS, INTERRUPTIONS, DELETIONS, OR LOSSES RESULTING FROM, INCLUDING LOSS OF PROFIT, REVENUE, OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO, OR USE OF, THE SITE OR THE SERVICES. IN NO EVENT WILL THE NORTHSTAR PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED USD $1,000 (ONE THOUSAND UNITED STATES DOLLARS). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR SERVICES OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF OUR SERVICES.
To the fullest extent permitted by law, you agree to indemnify, defend and hold harmless the Northstar Parties from and against any and all claims, losses, expenses, demands or liabilities, including reasonable attorneys’ fees arising out of or relating to (i) your access to, use of or alleged use of the Site or the Services; (ii) your violation of this Agreement or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (iii) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. You shall cooperate as fully as reasonably required in the defense of any such claim. Northstar reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You agree not to settle any matter without the prior written consent of Northstar.
DISPUTE RESOLUTION BY BINDING ARBITRATION
YOU HAVE READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND US. YOU UNDERSTAND THAT YOU HAVE THE RIGHT TO REJECT THIS PROVISION AS PROVIDED IN SECTION 18.3 BELOW.
Election to Arbitrate. You and Northstar agree that the sole and exclusive forum and remedy for resolution of a Claim be final and binding arbitration pursuant to this section 18 (the “Arbitration Provision”), unless you opt out as provided in section 18.3 below. As used in this Arbitration Provision, “Claim” shall include any past, present, or future claim, dispute, or controversy involving you (or persons claiming through or connected with you), on the one hand, and us on the other hand, relating to or arising out of this Agreement, and/or the activities or relationships that involve, lead to, or result from this Agreement, including (except to the extent provided otherwise in the last sentence of Section 18.8 below) the validity or enforceability of this Arbitration Provision, any part thereof, or the entire Agreement. Claims are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or otherwise. Claims include matters arising as initial claims, counter-claims, cross-claims, third-party claims, or otherwise. Please note that you may continue to assert Claims in small claims court, if your Claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable.
Applicability of the Federal Arbitration Act; Arbitrator’s Powers. This Arbitration Provision is made pursuant to a transaction involving interstate commerce and shall be governed by and enforceable under the Federal Arbitration Act (the “FAA”). The arbitrator will apply substantive law consistent with the FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The arbitrator shall take steps to reasonably protect confidential information.
Opt-Out of Arbitration Provision. You may opt out of this Arbitration Provision for all purposes by sending an arbitration opt out notice to firstname.lastname@example.org, within 60 days of the date of your electronic acceptance of the terms of this Agreement. The opt out notice must clearly state that you are rejecting arbitration; identify the Agreement to which it applies by date; provide your name, address, and social security number; and be signed by you. You may send an opt-out notice in any manner you see fit as long as it is received at the specified address within the specified time. No other methods can be used to opt out of this Arbitration Provision. If the opt out notice is sent on your behalf by a third party, such third party must include evidence of his or her authority to submit the opt out notice on your behalf.
Informal Dispute Resolution. If a Claim arises, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. You agree that before filing any claim in arbitration, you may submit Claims by sending an email to email@example.com at any time.
Arbitration Procedures. The party initiating arbitration shall do so with the American Arbitration Association (the “AAA”) or Judicial Alternatives and Mediation Services (“JAMS”). The arbitration shall be conducted according to, and the location of the arbitration shall be determined in accordance with, the rules and policies of the administrator selected, except to the extent the rules conflict with this Arbitration Provision or any countervailing law. If you have any questions concerning the AAA or would like to obtain a copy of the AAA arbitration rules, you may call 1(800) 778-7879 or visit the AAA's web site at: www.adr.org. If you have any questions concerning JAMS or would like to obtain a copy of the JAMS arbitration rules, you may call 1(800) 352-5267 or visit their web site at: www.jamsadr.com. In the case of a conflict between the rules and policies of the administrator and this Arbitration Provision, this Arbitration Provision shall control, subject to countervailing law, unless all parties to the arbitration consent to have the rules and policies of the administrator apply. The arbitration will be held in the United States county where you live or work, the state of California, or any other location we agree to.
Arbitration Fees. If we elect arbitration, we shall pay all the administrator's filing costs and administrative fees (other than hearing fees). If you elect arbitration, filing costs and administrative fees (other than hearing fees) shall be paid in accordance with the rules of the administrator selected, or in accordance with countervailing law if contrary to the administrator's rules. We shall pay the administrator's hearing fees for one full day of arbitration hearings. Fees for hearings that exceed one day will be paid by the party requesting the hearing, unless the administrator's rules or applicable law require otherwise, or you request that we pay them and we agree to do so. Each party shall bear the expense of its own attorneys' fees, except as otherwise provided by law. If a statute gives you the right to recover any of these fees, these statutory rights shall apply in the arbitration notwithstanding anything to the contrary herein.
Appeals. Within 30 days of a final award by the arbitrator, any party may appeal the award for reconsideration by a three-arbitrator panel selected according to the rules of the arbitrator administrator. In the event of such an appeal, any opposing party may cross- appeal within 30 days after notice of the appeal. The panel will reconsider de novo all aspects of the initial award that are appealed. Costs and conduct of any appeal shall be governed by this Arbitration Provision and the administrator's rules, in the same way as the initial arbitration proceeding. Any award by the individual arbitrator that is not subject to appeal, and any panel award on appeal, shall be final and binding, except for any appeal right under the Federal Arbitration Act (“FAA”), and may be entered as a judgment in any court of competent jurisdiction.
No Class Actions. NO ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS (INCLUDING AS PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE CLAIM OR CLAIMS THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A COURT. Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join, consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are parties to a single transaction. Unless consented to in writing by all parties to the arbitration, an award in arbitration shall determine the rights and obligations of the named parties only, and only with respect to the claims in arbitration, and shall not (a) determine the rights, obligations, or interests of anyone other than a named party, or resolve any Claim of anyone other than a named party; nor (b) make an award for the benefit of, or against, anyone other than a named party. No administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this Section 18.8, and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable. Any challenge to the validity of this Section 18.8 shall be determined exclusively by a court and not by the administrator or any arbitrator.
Applicability of FAA. This Arbitration Provision is made pursuant to a transaction involving interstate commerce and shall be governed by and enforceable under the FAA. The arbitrator will apply substantive law consistent with the FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The arbitrator shall take steps to reasonably protect confidential information.
Survival and Severability of Arbitration Provision. This Arbitration Provision shall survive the termination of this Agreement. If any portion of this Arbitration Provision other than section 18.8 is deemed invalid or unenforceable, the remaining portions of this Arbitration Provision shall nevertheless remain valid and in force. If there is a final judicial determination that applicable law precludes enforcement of this Arbitration Provision’s limitations as to a particular claim for relief or particular term, then that claim (and only that claim) or that term (and only that term) must be severed from the Arbitration Provision and may be brought in court. If an arbitration is brought on a class, representative, or collective basis, and the limitations on such proceedings in section 18.8 are finally adjudicated pursuant to the last sentence of section 18.8 to be unenforceable, then no arbitration shall be had. In no event shall any invalidation be deemed to authorize an arbitrator to determine Claims or make awards beyond those authorized in this Arbitration Provision.
Judicial Forum for Claims. Except as otherwise required by applicable law, in the event that this Arbitration Provision is found not to apply to you or your Claim, you and Northstar agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of California. Both you and Northstar consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.
WAIVER OF RIGHT TO LITIGATE. THE PARTIES ACKNOWLEDGE THAT THEY HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A COURT BEFORE A JUDGE OR JURY, BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH CLAIMS IN A COURT BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY.
GOVERNING LAW AND VENUE
Except for Section 18 which is governed by the FAA, this Agreement and all Claims are governed by the laws of the State of California, without regard to conflict-of-law rules
If any provision of this Agreement is found to be invalid, unlawful, void, or unenforceable by either an arbitrator or a court of competent jurisdiction, this Agreement’s remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions of the Agreement shall remain in full force and effect.
You agree that if Northstar does not enforce any of its legal rights or remedies under this Agreement, or other legal rights or remedies Northstar has under applicable laws, this shall not be construed as a formal waiver of those rights or remedies or any other rights in any way whatsoever.
APPLE DEVICE AND APPLICATION TERMS
In the event you are accessing the Services via an application on a device provided by Apple, Inc. (“Apple”) or an application obtained through the Apple App Store (in either case, an “Application”), the following shall apply, in addition to all other terms of this Agreement:
Both you and Northstar acknowledge that this Agreement is concluded between you and Northstar only, and not with Apple, and that Apple is not responsible for the Application or the Content;
The Application is licensed to you on a limited, non-exclusive, non-transferrable, non-sublicensable basis, solely to be used in connection with the Services for your private, personal, non-commercial use, subject to all the terms and conditions of this Agreement as they are applicable to the Services;
You will only use the Application in connection with an Apple device that you own or control;
You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application;
In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; upon notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application;
You acknowledge and agree that Northstar, and not Apple, is responsible for addressing any claims you or any third party may have in relation to the Application , including: (1) product liability claims; (2) any claim that the Services fail to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation;
You acknowledge and agree that, in the event of any third party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, Northstar, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim;
Both you and Northstar acknowledge and agree that, in your use of the Application, you will comply with any applicable third party terms of agreement which may affect or be affected by such use; and
Both you and Northstar acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of these terms, and that upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as the third party beneficiary hereof.
This Agreement is the entire understanding and agreement between you and Northstar. This Agreement supersedes any previous Terms of Service agreement or other agreement to which you and Northstar may have been bound. This Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. You may not assign or transfer this Agreement or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign this Agreement or any of our rights or obligations under this Agreement at any time without notice. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
If you have questions regarding the Agreement or the practices of Northstar, please contact us by e-mail at firstname.lastname@example.org or by regular mail at Watt, Inc., 8605 Santa Monica Blvd, PMB 65044, West Hollywood, California 90069-4109.